By Andrea Mandala MILAN, Feb 23 (Reuters) - Italy's Banco BPM said on Monday its shareholders had approved by a very large majority new by-laws, in a move that gives investor Credit Agricole the
Banco BPM OKs governance revamp, paving way for larger Credit Agricole stake
By Andrea Mandala
Banco BPM Governance Overhaul and Board Dynamics
MILAN, Feb 23 (Reuters) - Italy's Banco BPM said on Monday its shareholders had approved by a very large majority new by-laws, in a move that gives investor Credit Agricole the chance to boost its presence on the Milanese bank's board.
Shareholder Vote and ECB Approval
The new rules for appointing the board, which last week received a green light from the European Central Bank, passed with 95.38% of votes cast at a shareholder meeting called to update Banco BPM's governance structure ahead of the April board renewal.
Cementing its position as a long-term investor in Italy's third-largest bank, Credit Agricole last month said it had received ECB approval to raise its stake above 20%.
The French banking group, which first invested in BPM in 2022 to protect its commercial partnerships with the Italian lender, is seeking stronger board representation after increasing its stake, sources have previously told Reuters.
Minority Representation on the Board
Under the new framework, minority shareholders can now secure up to six seats on the 15-member board, up from three previously.
Board Slate and Seat Allocation
BPM's outgoing board is expected to file its own slate of candidates to appoint a majority of directors, including the chief executive and the chairman.
That slate can claim up to 12 seats if it secures the most votes. The actual number of seats hinges on how many votes the main two minority lists receive.
Timeline: April board vote
CEO Giuseppe Castagna’s Expected Mandate
At the helm since 2017, CEO Giuseppe Castagna is widely expected to get another three-year mandate in the April vote, in which Credit Agricole will play a pivotal role.
Credit Agricole’s Options and Likely Seats
The French bank could either support the outgoing board's list or submit its own.
Backing Outgoing Board List
If it backs the board's list, the French bank is expected to obtain up to three seats, proportional to its stake, leaving room for fund shareholders to appoint their representatives.
Filing Its Own List
If it files its own list, it could claim up to four seats under BPM's revamped governance system, making it difficult for fund shareholders to name more than one director.
(Editing by Valentina Za)
